10th May 2010 17:54
Maven Income and Growth VCT 2 PLC
The Directors announce the Company's results for the year ended 31 January 2010.
The past year has seen stability return to the financial markets and most indices show a positive upward trend. However, many market commentators believe that marked economic recovery has yet to be fully evidenced. Although prospects for the year ahead appear reasonable and the smaller to medium sized element of the market has proven to be more robust than previously anticipated, the economic recovery and investor confidence remain uncertain.
The major issue which prevailed in 2009 and continues in 2010 is the scarcity of capital, especially bank debt which is an essential component of funding private company transactions in order to leverage shareholder returns. However, constraints in the supply of capital have seen an increased range of private company transactions become available to the Manager, and the Board is pleased to note the four new substantial later stage private company holdings which were added to the portfolio during the year under review.
Despite a reduced level of activity in the wider M&A market, the Manager was also able to conclude successfully the profitable sale of two portfolio companies during the year, generating cash receipts above carrying value. In both cases the sale transaction was structured to deliver a cash profit, but also retain a financial interest in the future performance of each company in the hands of their new owners.
The major features of the year under review are:
·; Net Asset Value (NAV) total return on Ordinary Shares of 67.6p per share (pps) at the year end, up 2.7% over the year;
·; NAV of Ordinary Shares at the year end of 53.5pps;
·; four new later stage private company investments completed, each carrying a significant level of paid yield;
·; continued structured realisation of legacy, early-stage, technology and certain AIM holdings;
·; two successful exits from unlisted companies during the year generating gains of 2.4p per Ordinary Share;
·; net realised losses from AIM stocks of 0.54p per Ordinary Share for the year end;
·; final capital dividend proposed of 1.5p per Ordinary Share.
Performance
The NAV total return per Ordinary Share at 31 January 2010 was 67.6pps, an increase of 2.7% over the equivalent figure at January 2009. The most important measure for a VCT is the total return, being the long term record of dividend payments out of income and capital gains combined with the current NAV. In the short term, the NAV on its own is a less important measure of performance as the underlying investments are long-term in nature and not readily realisable. At 31 January 2010, the NAV per Ordinary Share was 53.5p.
Your Company's portfolio is largely invested in private companies which have survived the challenging economic conditions relatively unscathed with many continuing to maintain or grow their profits despite the recessionary backdrop over the last two years. Greater focus has been placed on controlling costs and conserving cash, and we are pleased to note that many portfolio companies have continued to maintain profitability levels and also manage their debt downwards over the last year. This bodes well for the equity sale proceeds achievable when these holdings mature and are realised at exit.
VCT qualifying status
The Company is required to meet the qualifying criteria on a continuous basis. The Board regularly reviews the status of the
qualifying criteria that have to be met to continue to qualify as a VCT and I am pleased to confirm all tests continue to be met.
Dividends
The Board is proposing a final capital dividend of 1.5p per Ordinary Share to be paid on 25 June 2010 to Shareholders on the register on 28 May 2010. Including the interim dividend paid in November 2009 the total tax-free yield for the year is 3.1% on the net cost to Ordinary Shareholders who subscribed at launch.
Distributable reserve
It is the Board's policy for the Company to pay regular dividends to Shareholders, as the Board believes that this is a key source of Shareholder value, and also for the Company to buy back its own shares for cancellation when such purchases are considered to be to the advantage of the Company and its Shareholders as a whole. Dividends can only be paid out of distributable reserves and the purchase of shares by the Company can only be funded through distributable reserves or the proceeds of a fresh issue of shares made for that purpose. The existing distributable special reserve was created by the reduction of the share premium account in April 2002. However, over time, this distributable special reserve has been utilised for the purchase and cancellation of Ordinary Shares, and for the payment of dividends. Following a review, your Board considered it sensible to cancel the whole of the share premium account and the capital redemption reserve to give the Company greater flexibility in returning funds to Shareholders, whether through the payment of dividends, share buy-backs or other means.
In a Circular to Shareholders dated 19 February 2010, the Board set out proposals for the cancellation of the share premium account and the capital redemption reserve of the Company and these proposals were approved by Shareholders at a General Meeting held on 17 March 2010. The Companies Court has now sanctioned the cancellation of the share premium account and the capital redemption reserve and the special distributable reserve has been increased by £11,502,000 from the amount standing at the year end.
Investment strategy
The principal focus for the foreseeable future will be in high yielding private companies with limited, if any, investment anticipated in the Alternative Investment Market (AIM), where returns have been less attractive and where liquidity remains poor.
In recent years the best returns for your Company have been achieved through the Manager investing in later stage private company transactions, including management buy-outs, buy and build projects and acquisitions. Structured with manageable amounts of debt to help leverage returns, these transactions remain very attractive to VCTs.
The Board and the Manager are in agreement that the optimum investment strategy for your Company going forward is to continue to concentrate efforts on seeking out suitable private company transactions which offer attractive entry prices and a paid yield to your Company from the outset via investments mainly constituted as secured loan stock. There will be a continued focus on reducing the AIM portfolio where liquidity permits, and re-deploying the capital in attractively structured and yielding private company transactions. The Board is confident that, with a large and experienced investment team operating nationally, the Manager is well positioned to continue to identify and invest in a select number of these higher quality private company transactions each year.
Valuation process
Investments held by Maven Income and Growth VCT 2 in unquoted companies are valued in accordance with the International Private Equity and Venture Capital Valuation Guidelines (IPEVCV). Investments quoted or traded on a recognised stock exchange, including the AIM, are valued at their bid prices.
Portfolio developments
There were two further successful exits from unlisted investments during the course of the year. The net gain from these realisations amounted to 2.4p per Ordinary Share. Details of all investments and divestments during the course of the year are shown in the Investment Manager's Review in the Annual Report. One of the unlisted investments that was disposed of during the year had previously been in administration and, therefore, fully provided against. It was struck off the Register during the year and the realised loss is shown in the table on page 10 of the Annual Report, but this had no effect on the Company's NAV. The Company has also participated in the equity financing of the acquisition of Litcomp by Torridon Capital, the company set up to facilitate the transaction.
Subsequent to the year-end, the Company has invested £150,000 in Tosca Penta Insurance LP, a limited partnership that was formed as part of the syndicated purchase of the esure group of companies from HBoS and whose portfolio includes esure, Sheila's Wheels and GoCompare.com.
Opportunities to invest in new IPOs and on the AIM Market were significantly reduced during the year and no such investments were made, although a new holding in Chime Communications arose when Essentially Group was sold in a share for share transaction. Gains of £172,000 did arise from disposals of AIM quoted investments; however, this was more than offset by realisations of stocks from which little upside was perceived and the opportunity was taken to dispose of these holdings.
The Manager and change of Company name
Following the management buy-out completed by the senior members of the Manager's team in June 2009, the Company novated the investment management agreement to Maven Capital Partners UK LLP as the team previously responsible for managing the Company had migrated to Maven. As a consequence, the Shareholders agreed to change the name of the Company from Aberdeen Growth VCT I PLC to Maven Income and Growth VCT 2 PLC, which became effective on 11 December 2009.
Recovery of VAT
The Company is entitled to recover VAT paid on management fees for the period from 1 October 2005 to 1 October 2008, when a European Court ruling dictated that such fees were exempt from VAT. This repayment is due from the previous manager, Aberdeen Asset Managers Limited and, although as at the balance sheet date it had been unable to refund any of the tax paid until it in turn completed the finalisation of its extended VAT position with HMRC, an offer of £217,019 in settlement has been made and is being considered by the Board.
We will remain vigilant regarding this issue and will continue to seek full payment of the VAT refund due to your Company. The Board looks forward with optimism to the final resolution of this matter.
Co-Investment scheme of the Manager
The co-investment scheme which allows executive members of the Manager to invest alongside the Company continued in operation during the year. The scheme operates through a nominee company which invests alongside the Company in each and every transaction made by the Company, including any follow-on investments. The scheme more closely aligns the interests of the executives and the Company's Shareholders while providing an incentive to enable the Manager to retain the existing skills and capacity of the Manager's investment team in a highly competitive market.
Articles of Association
Following the implementation of the Companies Act 2006, it is advisable to bring the Company's Articles of Association up to date. A Resolution to amend the Company's Articles of Association will be put to the Annual General Meeting and the appendix to the Notice of Annual General Meeting explains the proposed changes.
Issue of New Ordinary Shares
Subsequent to the year end, the Company issued a further 1,943,442 shares at an issue price of 53.3p pursuant to the Linked VCT Top-up Offer in which the Manager raised a total of £5.6 million across its participating VCT clients.
Outlook
The Board is encouraged by the quality of new deal flow the Manager is seeing across its regional network and has two new
unquoted investments under negotiation on terms which are considered to be more attractive than those available before the difficulties in the credit markets emerged. One result of the effects of the current economic conditions has been an increase in the range of companies seeking capital from alternative sources such as VCTs and your Company is well placed to benefit from these market conditions. The current portfolio is performing well and is mostly invested in profitable and yield producing private companies. Shareholders can anticipate a continuing focus on realising the AIM portfolio unless there is a specific higher-value exit potential for those companies through a process identifiable by the Manager in the short to medium term.
Going forward the primary focus will be on continuing to grow the later stage private company asset base with a view to enhancing investor returns in what we increasingly hope will be a more benign and predictable economic environment.
|
Maven Income and Growth VCT 2 PLC Income Statement For the year ended 31 January 2010 |
||||||
|
|
Year ended 31 January 2010 (audited) |
Year ended 31 January 2009 (audited) |
||||
|
|
Revenue |
Capital |
Total |
Revenue |
Capital |
Total |
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
|
|
Gains/(losses) on investments |
- |
369 |
369 |
- |
(3,124) |
(3,124) |
|
Income from investments |
601 |
- |
601 |
679 |
- |
679 |
|
Other income |
9 |
- |
9 |
19 |
- |
19 |
|
Investment management fees |
(30) |
(271) |
(301) |
(40) |
(357) |
(397) |
|
Other expenses |
(262) |
- |
(262) |
(314) |
- |
(314) |
|
Net return on ordinary activities before taxation |
318 |
98 |
416 |
344 |
(3,481) |
(3,137) |
|
|
|
|
|
|
|
|
|
Tax on ordinary activities |
(57) |
57 |
- |
(66) |
66 |
- |
|
Return attributable to Equity Shareholders |
261 |
155 |
416 |
278
|
(3,415)
|
(3,137)
|
|
|
|
|
|
|
|
|
|
Earnings per share (pence) |
1.16 |
0.69 |
1.85 |
1.24 |
(15.19) |
(13.95) |
A Statement of Total Recognised Gains and Losses has not been prepared as all gains and losses are recognised in the Income Statement.
All items in the above statement are derived from continuing operations. The Company has only one class of business and
derives its income from investments made in shares, securities and bank deposits.
The total column of this statement is the Profit and Loss Account of the Company.
|
Maven Income and Growth VCT 2 PLC Reconciliation of Movements in Shareholders' Funds For the year ended 31 January 2010 |
||
|
|
Year ended 31 January 2010 (audited) |
Year ended 31 January 2009 (audited) |
|
|
£'000 |
£'000 |
|
|
|
|
|
Opening Shareholders' funds |
12,109 |
15,695 |
|
Net return for year |
416 |
(3,137) |
|
Dividends paid - revenue |
(495) |
(337) |
|
Dividends paid - capital |
- |
(112) |
|
Closing Shareholders' funds |
12,030 |
12,109 |
|
Maven Income and Growth VCT 2 PLC Balance Sheet As at 31 January 2010 |
||||
|
|
31 January 2010 (audited) |
31 January 2009 (audited) |
||
|
|
£'000 |
£'000 |
£'000 |
£'000 |
|
Investments at fair value through profit or loss |
|
10,019
|
|
10,889
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
Debtors |
416 |
|
521 |
|
|
Cash and overnight deposits |
1,631 |
|
733 |
|
|
|
2,047 |
|
1,254 |
|
|
|
|
|
|
|
|
Creditors |
|
|
|
|
|
Amounts falling due within one year |
(36) |
|
(34) |
|
|
Net current assets |
|
2,011 |
|
1,220 |
|
|
|
|
|
|
|
Net assets |
|
12,030 |
|
12,109 |
|
|
|
|
|
|
|
Capital and reserves |
|
|
|
|
|
Called up share capital |
|
2,248 |
|
2,248 |
|
Share premium account |
|
10,535 |
|
10,535 |
|
Capital reserve - realised |
|
(4,902) |
|
(4,188) |
|
Capital reserve - unrealised |
|
(4,034) |
|
(4,903) |
|
Special distributable reserve |
|
7,830 |
|
7,830 |
|
Capital redemption reserve |
|
212 |
|
212 |
|
Revenue reserve |
|
141 |
|
375 |
|
Net assets attributable to Equity Shareholders |
|
12,030 |
|
12,109 |
|
|
|
|
|
|
|
Net Asset Value per Ordinary Share (pence) |
|
53.5 |
|
53.9 |
|
Maven Income and Growth VCT 2 PLC Cash Flow Statement For the year ended 31 January 2010 |
||||
|
|
Year ended |
Year ended |
||
|
|
31 January 2010 (audited) |
31 January 2009 (audited) |
||
|
|
£'000 |
£'000 |
£'000 |
£'000 |
|
Operating activities |
|
|
|
|
|
Investment income received |
705 |
|
601 |
|
|
Deposit interest received |
10 |
|
19 |
|
|
Investment management fees paid |
(301) |
|
(397) |
|
|
Secretarial fees paid |
(85) |
|
(86) |
|
|
Directors' expenses paid |
(72) |
|
(76) |
|
|
Other cash payments |
(104) |
|
(155) |
|
|
Net cash inflow/(outflow) from operating activities |
|
153 |
|
(94) |
|
|
|
|
|
|
|
Financial investment |
|
|
|
|
|
Purchase of investments |
(1,467) |
|
(2,396) |
|
|
Sale of investments |
2,707 |
|
3,536 |
|
|
Net cash inflow from financial investment |
|
1,240 |
|
1,140 |
|
Equity dividends paid |
|
(495) |
|
(449) |
|
Increase in cash |
|
898 |
|
597 |
Notes
Accounting Policies - UK Generally Accepted Accounting Practice
(a) Basis of preparation
The Financial Statements have been prepared under the historical cost convention, modified to include the revaluation of investments, and in accordance with the Statement of Recommended Practice 'Financial Statements of Investment Trust
Companies' (the SORP) issued in January 2009.
The disclosures on going concern in the Directors' Report on page 24 of the Annual Report form part of these Financial Statements.
(b) Income
Dividends receivable on equity shares and unit trusts are treated as revenue for the period on an ex-dividend basis. Where no ex-dividend date is available dividends receivable on or before the year end are treated as revenue for the period. Provision is made for any dividends not expected to be received. The fixed returns on debt securities and non-equity shares are recognised on a time apportionment basis so as to reflect the effective interest rate on the debt securities and shares. Provision is made for any fixed income not expected to be received. Interest receivable from cash and short term deposits and interest payable are accrued to the end of the year.
(c) Expenses
All expenses are accounted for on an accruals basis and charged to the Income Statement. Expenses are charged through the revenue account except as follows:
·; expenses which are incidental to the acquisition and disposal of an investment are charged to capital; and
·; expenses are charged to realised capital reserves where a connection with the maintenance or enhancement of the value of the investments can be demonstrated. In this respect the investment management fee has been allocated 10% to revenue and 90% to realised capital reserves to reflect the Company's investment policy and prospective income and capital growth.
(d) Taxation
Deferred taxation is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date, where transactions or events that result in an obligation to pay more tax in the future or right to pay less tax in the future have occurred at the balance sheet date. This is subject to deferred tax assets only being recognised if it is considered more likely than not that there will be suitable profits from which the future reversal of the underlying timing differences can be deducted. Timing differences are differences arising between the Company's taxable profits and its results as stated in the Financial Statements which are capable of reversal in one or more subsequent periods. Deferred tax is measured on a non-discounted basis at the tax rates that are expected to apply in the periods in which timing differences are expected to reverse, based on tax rates and laws enacted or substantively enacted at the balance sheet date.
The tax effect of different items of income/gain and expenditure/loss is allocated between capital reserves and revenue account on the same basis as the particular item to which it relates using the Company's effective rate of tax for the period.
(e) Investments
In valuing unlisted investments the Directors follow the criteria set out below. These procedures comply with the revised International Private Equity and Venture Capital Valuation Guidelines (IPEVEV) for the valuation of private equity and venture capital investments. Investments are recognised at their trade date and are valued at fair value, which represents the Directors' view of the amount for which an asset could be exchanged between knowledgeable willing parties in an arm's length transaction. This does not assume that the underlying business is saleable at the reporting date or that its current shareholders have an intention to sell their holding in the near future.
A financial asset or liability is generally derecognised when the contract that gives rise to it is settled, sold, cancelled or
expires.
1. For investments completed within the 12 months prior to the reporting date and those at an early stage in their development, fair value is determined using the Price of Recent Investment Method, except that adjustments are made when there has been a material change in the trading circumstances of the company or a substantial movement in the relevant sector of the stock market.
2. Whenever practical, recent investments will be valued by reference to a material arm's length transaction or a quoted price.
3. Mature companies are valued by applying a multiple to their fully taxed prospective earnings to determine the Enterprise value of the company.
3.1 To obtain a valuation of the total ordinary share capital held by management and the institutional investors, the value of third party debt, institutional loan stock, debentures and preference share capital is deducted from the enterprise value. The effect of any performance related mechanisms is taken into account when determining the value of the ordinary share capital.
3.2 Preference shares, debentures and loan stock are valued using the Price of Recent Investment Method. When a redemption premium has accrued, this will only be valued if there is a reasonable prospect of it being paid. Preference shares which carry a right to convert into ordinary share capital are valued at the higher of the Price of Recent Investment Method basis and the price/earnings basis, both described above.
4. Where there is evidence of impairment, a provision may be taken against the previous valuation of the investment.
5. In the absence of evidence of a deterioration, or strong defensible evidence of an increase in value, the fair value is determined to be that reported at the previous balance sheet date.
6. All unlisted investments are valued individually by the Portfolio Management Team of Maven Capital Partners UK LLP. The resultant valuations are subject to detailed scrutiny and approval by the Directors of the Company.
7. In accordance with normal market practice, investments listed on the Alternative Investment Market or a recognised stock exchange are valued at their bid market price.
(f) Fair value measurement
Fair value is defined as the price that the Company would receive upon selling an investment in a timely transaction to an independent buyer in the principal or the most advantageous market of the investment. A three-tier hierarchy has been established to maximise the use of observable market data and minimise the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, for example, the risk inherent in a particular valuation technique used to measure fair value including such a pricing model and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity's own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on best
information available in the circumstances.
The three-tier hierarchy of inputs is summarised in the three broad levels listed below:
·; Level 1 - quoted prices in active markets for identical investments;
·; Level 2 - other significant observable inputs (included quoted prices for similar investments, interest rates, prepayment speeds, credit risk etc); and
·; Level 3 - significant unobservable inputs (including the Company's own assumptions in determining the fair value of investments).
(g) Gains and losses on investments
When the Company sells or revalues its investments during the year, any gains or losses arising are credited/charged to the Income Statement.
Movement in reserves
|
|
Share premium account |
Capital reserves - realised |
Capital reserves - unrealised |
Special distribut-able reserve |
Capital redemption reserve |
Revenue reserve |
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£000 |
£'000 |
|
At 1 February 2009 |
10,535 |
(4,188) |
(4,903) |
7,830 |
212 |
375 |
|
Losses on sales of investments |
- |
(500) |
- |
- |
- |
- |
|
Investment management fees |
- |
(271) |
- |
- |
- |
- |
|
Net increase in value of investments |
- |
- |
869 |
- |
- |
- |
|
Dividends paid |
- |
- |
- |
- |
- |
(495) |
|
Tax effect of capital items |
- |
57 |
- |
- |
- |
- |
|
Net return on ordinary activities |
- |
- |
- |
- |
- |
261 |
|
As at 31 January 2010 |
10,535 |
(4,902) |
(4,034) |
7,830 |
212 |
141 |
Return per Ordinary Share
The returns per Ordinary Share are based on the following figures:
|
|
Year ended |
Year ended |
|
|
31 January 2010 |
31 January 2009 |
|
|
£'000 |
£'000 |
|
Weighted average number of Ordinary Shares in issue |
22,483,497 |
22,483,497 |
|
Revenue return |
£261,000 |
£278,000 |
|
Capital return |
£155,000 |
(£3,415,000) |
|
Total return |
£416,000 |
(£3,137,000) |
Net Asset Value per Ordinary Share
Net Asset Value per Ordinary Share as at 31 January 2010 has been calculated using the number of Ordinary Shares in issue at that date of 22,483,497(2009: 22,483,497).
Principal risks and uncertainties
The Company's financial instruments comprise securities and other investments, financial commitments and guarantees, cash balances and debtors and creditors that arise directly from its operations, for example, in respect of sales and purchases awaiting settlement, and debtors for accrued income. The Company may not enter into derivative transactions in the form of forward foreign currency contracts, futures and options without the written permission of the Directors. No derivative transactions were entered into during the period. The main risks the Company faces from its financial instruments are: (i) market price risk, being the risk that the value of investment holdings will fluctuate as a result of changes in market prices caused by factors other than interest rate or currency movement; (ii) interest rate risk; and (iii) liquidity risk. In line with the Company's investment objective, the portfolio comprises UK securities and therefore has no exposure to foreign currency risk.
The Manager's policies for managing these risks are summarised in the Annual Report and have been applied throughout the year. Additional risks faced by the Company, and the mitigation approach adopted by the Board, are as follows:
·; investment objective: the Board's aim is to maximise absolute returns to Shareholders while managing risk by ensuring an appropriate diversification of investments;
·; investment policy: inappropriate stock selection leading to underperformance in absolute and relative terms is a risk which the Manager mitigates by operating within investment guidelines and regularly monitoring performance against the peer group. The regulations affecting venture capital trusts are central to the Company's investment policy;
·; discount volatility: due to the lack of liquidity in the secondary market, venture capital trust shares tend to trade at a discount to net asset value, which the Board seeks to manage by making purchases of shares in the market from time to time; and
·; regulatory risk: the Company operates in a complex regulatory environment and faces a number of related risks. A breach of Section 274 of the Income Tax Act 2007 could result in the Company being subject to capital gains tax on the sale of its investments. A breach of the VCT Regulations could result in the loss of VCT status and consequent loss of tax reliefs currently available to Shareholders. A serious breach of other regulations, such as the UKLA Listing Rules or the Companies Acts, would lead to suspension of its shares from the Stock Exchange, loss of VCT status and reputational damage. The Board receives quarterly reports from the Manager in order to monitor compliance with regulations.
The Board considers all of the above risks and the measures in place to manage them at each Board Meeting.
Other information
The Annual General Meeting will be held on 8 June 2010, commencing at 10.30 a.m.
This Announcement has been prepared on the same basis as the Annual Report and Financial Statements for the year ended 31 January 2009. The Annual Report and Financial Statements for the year ended 31 January 2010 will be filed with the Registrar of Companies and issued to Shareholders in due course.
The financial information contained within this Announcement does not constitute the Company's statutory Financial Statements as defined in the Companies Act 2006. The statutory Financial Statements for the year ended 31 January 2009 have been delivered to the Registrar of Companies and contained an audit report which was unqualified and did not constitute statements under Sections 237(2) or (3) of the Companies Act 1985.
Copies of this announcement, and of the Annual Report and Financial Statements Annual Report and Financial Statements for the year ended 31 January 2010, will be available to the public at the office of Maven Capital Partners UK LLP, 149 St Vincent Street, Glasgow G2 5NW; at the registered office of the Company, 9-13 St Andrew Street, London EC4A 3AF and on the Company's website at www.mavencp.com/migvct2.
Directors' responsibility statement
The Directors believe that, to the best of their knowledge:
·; the Financial Statements have been prepared in accordance with the applicable accounting standards and give a true and fair view of the assets, liabilities and financial position and profit or loss of the Company as at 31 January 2010 and for the year to that date; and
·; the Directors' Report includes a fair review of the development and performance of the Company, together with a description of the principal risks and uncertainties that it faces.
By Order of the Board
Maven Capital Partners UK LLP
Secretary
7 May 2010
Related Shares:
Maven Income and Growth VCT 2